The orchestra plays as the lights slowly rise. The music is military, heavy with marching drums. Two figures are in a bed making love; they are nude. The music builds to a crescendo matching the lovemaking. The couple is attractive, as are their voices—his baritone to her soprano. Thus starts the musical Passion. The two linger before donning their clothing, which will not be fully evident until the following scene. Once clothed they are suddenly of a specific time and place, mid–nineteenth century Europe, he a uniformed officer and she a stylish mother and wife—of another. The clothing solves riddles, providing at least superficial explanations beyond their bodies, however beautiful.

Note that while Passion opens with lovemaking, the act is well along its way. It is only the culmination of the act that the audience witnesses, the final moments leading to climax. We see nothing of what came before: the first encounter, the flirtation, the rising passions, the initial physical contact. We neither see them strip nor tease, experience none of their suspense or surprise, only their shared orgasmic peak.

While we are denied a view of Giorgio and Clara’s foreplay, a kind of foreplay will form the rest of the story, again leading up to Giorgio’s lovemaking, but this time with a different woman and with haunting results. I argue that this foreplay, a developing dance between Giorgio and Fosca, is itself a form of striptease, a curiously mirroring bookend to Gypsy in Sondheim’s musical oeuvre.

The Sondheim Stamp

It is difficult to define a Sondheim musical as being solely his; Sondheim has always been a collaborator. He has acknowledged that his work is built upon the characters and situations created by his respective librettists. Still, Sondheim’s presence is more than his words and music; it is evident in the issues and ideas, nuances of thought and emotions that propel the characters in his shows. So even as he has worked with different writers throughout his career, the Sondheim stamp is always evident and profound.

Much like his teacher and mentor, Oscar Hammerstein II, Sondheim’s work has never been limited to romance, let alone sex. His Company is about loneliness in the face of marital dysfunction; his Sweeney Todd about avenging a love lost; and Follies? Though former chorus girls are displayed, their decayed beauty is designed to evoke nostalgia and loss, rather than sexual desire. May/December attractions align with sexual frustration, but only to ridicule human absurdity in his A Little Night Music.

So, to associate Sondheim with striptease will take on additional dimensions beyond the burlesque routine itself. Viewed in this light, we find variations on “stripping” prevalent in several of his key works. For our purposes we will look primarily at Gypsy (1959, book by Arthur Laurents) and Passion (1994, book by James Lapine).

Not a Burlesque! Getting to the Bottom of Things

Original Broadway poster for Gypsy.

Striptease developed as part of American burlesque, having its heyday during the 1920s, ’30s, and ’40s, and enjoying some revival in recent years. Long regarded as the lowest rung of vaudeville, strippers worked alongside baggy-pants comics for predominantly male, working class audiences. Burlesque performances appealed more to physicality than wit, to the vulgar rather than the subtle. That is not to say that some were not brilliant practitioners, only that the form itself favored bodily experience.

As the term suggests, the “striptease” centered upon titillation. A standard striptease introduced a fully clothed woman who systematically removed one article of clothing at a time in order to tantalize or arouse. The goal was often to remove as much clothing as the censors would allow, the revealing of as much flesh as possible. Often the removal of each item foreshadowed the revealing of all, hence the fascination with the deliberately slow removal of a single glove.

Ironically, after a proportionately long wait as she disrobes, the eventual nude moment was often brief at best, only a flash, before stepping behind a nearby curtain, or dissolving entirely into the dark. So, the nudity, while considered the objective “prize” for the watcher, was itself just a tease.

Yet, paradoxically, the promise of nudity was itself a gimmick to hold the audience attention, to keep our eyes riveted on her. In a sense, the stripper’s eventual nudity upstages her. It was the artistry of manipulation that made for burlesque queens; anyone could appear nude, but few knew how to direct audience gaze. This manipulation asserted female power, the ability to cover and uncover, to use glimpses of sex to control and dominate. She decided what you were allowed to look at, how so, when and for just so long—and no more than that. If the audience is the lion, then she is the tamer, entertaining by demonstrating her masterful control of the beast.

Broadway Gypsys

Gypsy was Stephen Sondheim’s second Broadway show. Gypsy is based upon famous stripper Gypsy Rose Lee’s autobiography, and while Arthur Laurents wrote the book, both director Jerome Robbins and lyricist Sondheim contributed greatly to the musical’s storyline.

The real Gypsy Rose Lee was 48 when the musical about her—and her mother’s—life opened on Broadway. Lee had been a star since age 20, appearing nightly at New York’s famed Minsky’s Burlesque, and was still a celebrity when the musical Gypsy opened almost thirty years later. In fact, she remained a popular television regular until her untimely death from lung cancer at 59.

Early publicity photos of Lee show her naked midriff with her hands provocatively covering bare breasts. Yet film footage of Lee’s act reveals surprisingly little skin: she enters buttoned up from hat to toe, and by strip’s end she remained almost as covered up as when she began. Lee used her strong, modulated voice to control the tone and pace, describing herself, using humor and puns mixed with high culture, giving an understated wink as she provocatively removed each glove, then garter, then stockings, then petticoat. Rodgers and Hart accurately spoofed her blend of sex and intellectualism in their Pal Joey number “Zip”; in the video I saw Lee performed without any bump or grind. In sum, Gypsy Rose Lee flashed her intelligence as much as her bare body.

Taking Turns… or Turn Taking

The recurring number in Gypsy is “Let Me Entertain You.” It is sung throughout the show, initially as the theme song for Mama Rose’s children’s vaudeville troupe. It is a juvenile number,

Bernadette Peters in Gypsy. By David Wilson from Oak Park, Illinois, USA

designed to ingratiate, an appeal for extra end-of-routine applause. Thus, the song’s promise of having “a real good time” means just that—kid-like fun. By the end of Gypsy, the song is repeated, but now as the signature number sung by the now adult Louise as she performs a striptease for the predominantly male audience. The tempo slows to match her strides, and the shift in context alarmingly shifts the song’s formerly innocent meaning: the promise that “we’ll have a real good time”—it now is decidedly X-rated, for adults only. This circumstantial switch embodies key dynamics of the musical: a self-serving, overly-ambitious mother uses her daughters rather than loves them, leading one to flee and resulting in the eventual—and perhaps inevitable—remaining innocent’s loss of innocence.

Ironically, Louise’s striptease is actually a cover-up. Throughout Gypsy the audience has grown familiar with this sensitive, thoughtful, retiring young woman, ever loving and forgiving. It is this quiet butterfly who, through stripping, is transformed into a gypsy moth. As Louise continues to strip, she is denied to us; never again do we see her inner sweetness. She shows skin but no longer any vulnerability; her act “promises” sex but not love. Her soft skin has become a tough hide beneath which she guardedly hides.

Mama’s Turned Away

Though primarily written by Arthur Laurents, Gypsy’s quintessential moment was contrived by Robbins and Sondheim. Recognizing the show needed a rousing 11 o’clock showstopper for star Ethel Merman, the two men worked all night at the theatre devising a retrospective musical soliloquy for Mama Rose, the domineering mother Gypsy finally escapes. It was a study in frustration, self-pity and rage aptly titled, “Rose’s Turn.” Losing her authority and grip, through this number Rose performs her own striptease, matching Gypsy bump for bump, straining to outstrip her stripper daughter in an effort to reassert her own vanishing power.

But though she shimmies and shakes, “Rose’s Turn” is more emotional strip than it is physical. Rose belts out her truths: her rage, her ambition, her resentments, her pain and frustrations, not only at being dumped (first by June, then by Herbie and finally Louise), but at having to live her dreams through her children—who lacked her ability and who ultimately disappointed her. It is shocking, distasteful, sloppy and vulgar. Daughter Louise has become a star—and Mama Rose hates her for it. All Rose’s pent-up ugliness is laid bare.

Natalie Wood as Gypsy Rose Lee in the 1962 film.

A G-String Mystery

Structurally, Gypsy revels in slowly revealing the unknown. In 1959, the year of its debut, the real Gypsy Rose Lee was still very much alive and famous. No doubt the show was titled Gypsy to capitalize on her celebrity, along with the tacit promise of the audience experiencing some reenactment of her burlesque performances. At the very least audiences perhaps wondered how exactly Gypsy Rose Lee came to be.

At the musical’s start, audiences might wonder which of the women will become Gypsy? Like an expert stripper, the Laurents/Robbins/Sondheim team masked her identity for as long as possible. Who will it be? The only one named “Rose” through the bulk of the play is the stage mother; but that Rose is clearly too old to be Gypsy. As for the two daughters, one is named “June” and the other “Louise.” So, no “Rose” appears present, though the act’s star, Baby June, seems the likeliest choice. For those audience members wise to the fact that “Baby June” grew up to be film star June Havoc, the cat was out of the bag, I suppose. But most probably did not know that. Therefore, when Baby June flees the family vaudeville act—escaping her domineering mother in order to elope—one of our suspects is eliminated. June’s exit is a key dramatic moment and functions akin to the loss of one of a stripper’s gloves: with her removed from the scene, part of this hidden mystery is tantalizingly revealed. That now leaves—maybe—Louise as Gypsy, as it certainly couldn’t be Mama Rose! With June out of the picture, the story’s (and audience’s) focus shifts: how could it be that the shy, sensitive, practical Louise could ever end up becoming the extrovert sex symbol Gypsy Rose? It seems implausible.

The rest of the play is thus dedicated to the step-by-step removal of the family’s respectability, much like removing the next glove, then stockings, then garter. Respectable vaudeville is dying and we witness the increasingly degrading progression of the act’s bookings, until they hit rock bottom. It is only out of desperation that Louise becomes Gypsy. Her transformation represents a complete inversion: retiring and talentless non-performer Louise becomes the star, the sexless becomes the sex symbol, the vulnerable becomes hardened. Long ignored and taken for granted, Louise as Gypsy unexpectedly becomes the center of attention.

In addition to shedding her clothing, the now independent Gypsy also sheds her mother. Louise was always the responsible one, more than either her mother or sister. But once “Gypsy” and a star, Louise can run her own life and escape the trap of maternal entanglement; she becomes the adult Gypsy, a woman suddenly freed of obligation.

Mama Rose made both daughters her breadwinners but remained in charge; now Gypsy is entirely in charge. Rose could be the object of audience sympathy if not for the fact that it was she who was responsible for the damage. The ultimate irony of this show called “Gypsy” is that it does not center on the title character at all. Much as Laurents/Robbins/Sondheim shaped the show as a striptease who-done-it, they also used old-fashioned salesman trickery in an elaborate bait-and-switch. Gypsy’s real focus is Mama Rose. This was a tough secret to keep from audiences when you have Ethel Merman seemingly relegated to a secondary part! The title suggests focus on a famous star, not on her unknown mother. In truth, it takes an actress the magnitude of a Merman—or a Daly, or Peters, or LuPone—to counterbalance the audience’s focus on the increasingly sympathetic title character. Hence the double plot.

Late in the second act the authors keep the salacious promise to their audience: we see a young and beautiful Gypsy Rose Lee at last perform a striptease. It is all it is cracked up to be: evocative, clever, sexy, performed to a terrific burlesque musical beat. Normally this would be the end of a standard musical’s evening. But Mama Rose is standing in the wings. It is now her turn to go on, even if she is lost in her head, only performing for her fantasy self, even if we the audience surreptitiously peek. Rose’s number tops Gypsy’s; Rose again successfully upstages her now famous daughter. She has dominated Louise’s life, just as she has dominated the musical. “Gypsy”? It should have been titled, “Mama Rose”! Daughter Gypsy supposedly holds all the cards and yet it is Mama Rose’s stage turn—her bitter diatribe, her over-the-top sexualized unveiling of a life of rage—that audiences will have burnt into their memories, not Gypsy’s prettier flash. Queen Lear trumps Cordelia.

Bookends

With his 1994 show, Passion, Stephen Sondheim delved deeply beyond the skin into the realm of senseless emotion, reflecting changes in his own personal life. Passion was also the last successful Broadway musical created by Sondheim. Sondheim’s involvement at the ground floor of shaping a successful Broadway musical really began with Gypsy. So that is why I view Gypsy and Passion as his bookend shows, unintentionally mirroring one another and hence fit to consider in light of each other. How interesting that both center on issues of manipulation, seduction and desire, and especially flesh—hidden and seen—in relation to love.

It is also striking how Gypsy ends in two striptease numbers (Louise’s “Let Me Entertain You” and Mama Rose’s “Rose’s Turn”), whereas Passion begins with Giorgio and Clara already in naked embrace, soon to cover themselves up. In other words, all of Gypsy leads up to those competing stripteases, where the featured women finally bare themselves, whereas Passion opens with naked sex. So, in terms of removal of clothing, Gypsy is structured according to suspense whereas Passion is built upon surprise: lights up and BOOM—two naked people making love. Yet in fact, while Passion begins with surprise, following that initial consummation, it’s entirely built as a prolonged, suspense-filled striptease. It BEGINS with revealing skin and then proceeds to explore the implications of how passion exists beneath and beyond the skin.

Marin Mazzie and Jere Shea in the original Broadway production of Passion. Photo by Joan Marcus.

The Passion Play

Passion original Broadway poster

In bed, Giorgio informs Clara he has orders to leave Milan to be garrisoned in a small town. The lovers swear fidelity and promise to write. The sensitive Giorgio arrives to a backwater where bored soldiers speak of horses and whores, and where the commanding Colonel’s perpetually ill cousin Fosca keeps out of sight, present only through occasional screams which the soldiers ignore, but which cause Giorgio to jump.

Learning that Fosca loves to read, Giorgio kindly lends the Colonel several books to share with her. Fosca emerges to return the books—and declares her infatuation with Giorgio, whom she has seen from her window. Fosca’s appearance repulses him, as does her unwanted obsession with him. But he pities her convulsive collapses.

Fosca harasses Giorgio, chasing as he retreats, imposing herself between him and the absent Clara. The Doctor appeals to Giorgio’s soldierly duty, asking him to feign love when it appears that Fosca is dying, which backfires, encouraging Fosca (who recovers) and disarming Giorgio further.

Fosca states she would happily die for him. Giorgio is moved. The Doctor sees how Fosca has infected Giorgio’s mental and physical health, and so arranges for Giorgio to go on extended leave. Back in Milan Giorgio confronts Clara, demanding she abandon her marriage and son immediately. She will not. Clara thus loses Giorgio to Fosca’s utter devotion.

The Colonel accuses Giorgio of having taken advantage of Fosca. He demands a duel. Giorgio goes to Fosca’s sick room and, even though both know she is too frail, they make love as the lights drop. At the duel Giorgio wounds the Colonel then lets out a scream identical to those of Fosca’s. Months pass. Giorgio is recovering from a nervous breakdown. The Doctor tells him that the Colonel has slowly recovered and that Fosca died only a few days after making love to Giorgio.

Passion’s Prison

Where in Gypsy stripping leads to Louise’s freedom, in Passion the stripping of Giorgio corresponds to his being ensnared by Fosca. His chivalry makes him susceptible to her apparent frailty. Giorgio is systematically stripped of control over his life, as Fosca—first passively, then aggressively—rips away each of his defenses, step by step, leaving him by the end exposed and helpless before her. This stripping away forms the plot pattern of Passion.

Heard, but Not Seen

Fosca is ugly and ill. At first she is kept covered up, hidden from view. That she has an inner beauty and strength invisible to most is made apparent in the casting of Donna Murphy in the 1994

Donna Murphy in Passion. Photo by Joan Marcus

original production, whose exquisite speaking voice is made prominent by a body microphone. Her outer self may repel, but her voice is striking and inviting, even powerful.

The “stripping” in the show is performed by Fosca and is as deliberate as Gypsy’s. We are told that she has watched Giorgio from a window, but he has not yet seen her. At dinner her place is set amongst the officers, but she does not appear; much like Tartuffe, we only hear about her from them. The audience—and Giorgio—first experience her through sound: her initial scream. It establishes her hidden-away presence, while also establishing the primacy of her voice and its unexpected power.

We do not glimpse Fosca until halfway through scene two, when she enters to return Giorgio’s books to him. Much like a blend of Gypsy and Follies, Fosca slowly descends a darkened staircase, her figure seen, her rich voice heard, but her features denied us. Then, over the course of the ensuing scene, she gradually reveals her face. Given the beauty of her speaking and singing voice, perhaps we expect a face and figure to match; if so, we are disappointed. As the stage directions state:

“(stage directions): …As she turns from the shadows, revealing herself, we discover that she is an ugly, sickly woman; incredibly thin and sallow, her face all bones and nose, her hair pulled tightly back. Music holds.”

Giorgio responds to her at first out of pity. He appreciates her literary interests but is put off when she explains her interest is only superficial and escapist. She tells the story of her failed marriage, where a scoundrel wed her only to strip her and her parents of their resources. Yet the cad also warns that, despite her victimhood, Fosca is herself a predator.

Duel Ownership

Like Gypsy, in Passion the audience is caught between two competing women. In Passion, they compete for ownership of Georgio’s affection. In the play, Clara, with all her finery, gradually gives way to Fosca, with all her suffering. Giorgio’s relationship with Clara is born of convenience for both; his relationship with Fosca is militant, demanding total surrender of self. How could homely Fosca compete with lovely Clara? She uses pity. Fosca gains ground with each convulsion. Then Clara writes to Giorgio as if to compete with Fosca, asking if he will love her once her beauty has faded. It is just then that Fosca collapses in the rain, using an actual disability to trump Clara’s hypothetical one. It is a last desperate move when Clara doubles back to offer to leave her husband for Giorgio once her son is of age; she thus promises Giorgio her future to be shared with his. But Giorgio brings her Fosca’s competing offer of giving him everything and doing so now. When Clara hesitates, Fosca wins. Ironically, once Giorgio and Fosca consummate their love it will result in no real-life future together, as it leads almost immediately to Fosca’s death and—as seen by his duel scream followed by the play’s ending—Giorgio’s being taken over, dybbuk-like, by Fosca, living alone though trapped with her in his memory.

I’ve Got You Under My Skin

Skin factors as well in Passion. Early in the play Giorgio asks the Doctor about Fosca’s screams and he replies:

Jere Shea and Donna Murphy in the original Broadway production of Passio. Photo by Joan Marcus.

“DOCTOR: Those are hysterical convulsions. One might say that her nerves are exposed, where ours are protected by a firm layer of skin… No, I’m afraid Signora Fosca’s physical state prevents her from being anyone’s lover.”

Fosca’s reactions all resonate beneath the skin, reach deeply to control the soul. In contrast, Giorgio and Clara are introduced clothing-less, caught up in passion: the two lovers are celebrating the pleasures of the flesh, physical sensations, the full display of two healthy and attractive animals. But it is that which exists beneath the skin’s surface to which Fosca speaks and to which Giorgio ultimately responds, then succumbs. Fosca may be sickly, her love a disease that brings Giorgio fever and madness, their lovemaking fatal, but she appeals to Giorgio’s self-absorption; he is flattered into love by her willingness to die for him. But her sacrifice is of a predatory nature as Fosca takes over Giorgio completely, finding immortality through haunting.

Molting

Appropriate to striptease, clothing plays a central role in Passion as well. Giorgio begins the play naked with Clara; she, like he, then dresses—she in a feminine nightgown, he in a military uniform. With each appearance through the first act, pretty songbird Clara wears one brightly colored gown after another. In contrast, her rival Fosca remains in the same dull clothes, all drab and constricting. After the opening, Giorgio wears the same officer’s uniform throughout, except for two cloaks, both of which are removed to protect Fosca: the first a regular soldier’s cloak, surrendered to protect her, gentlemanly, from the rain; the second an overly large tartan patterned cloak, so large as to make him appear smaller and frail himself. This too he surrenders to Fosca, seeing her shiver from the cold.

Thus, twice Giorgio strips himself to cover Fosca. In order to cover her he uncovers himself. Now exposed, Giorgio loses his protective layer, his outer “skin.” His first exposure results in his getting a fever; the second results in him abandoning the Doctor-ordered travel to Milan to recuperate. With this second decloaking, Giorgio is now effectively Fosca’s, as he accompanies her back to the garrison. In both cases, her shivers cause his illness, and as his health progressively fails, Giorgio is becoming one with her.

Note that each time Fosca gains Giorgio’s cloak it is at his expense. Each time Fosca becomes covered, Giorgio is exposed. This first happened when Giorgio was reading a letter from Clara where she admits her frailties; but Fosca’s collapse later in the scene upstages Clara’s distant admission. The second happened after Giorgio boards the train which will carry him to Clara; but Fosca’s chills again distract, leading Giorgio to abandon his trip to visit Clara, seeing after Fosca instead. This appears unintentional by Fosca but is actually aggressive. With each of Giorgio’s cloaks (his protective armor) she takes on his male, military persona: she gains empowerment as he becomes feminized. His exterior armor lost, Giorgio is left exposed and vulnerable.

Late in the musical Giorgio and Fosca finally make love. But we never see them in a state of undress: the curtains quickly close to block our view, a notable contrast to the play’s opening scene with naked Giorgio and Clara. Later still, in the final scene, Giorgio wears uniform trousers with hospital-gown top. The once formidable military man is now the patient; once empowered, he is now impotent. After all, his bullet failed to kill the Colonel, and his lovemaking with Fosca resulted in her death. The once proud rooster has been unmanned by a diseased hen.

Seduced and Abandoned

Hence Passion is the story of a seduction; it is also a study in passion as opposed to recreational sex. It echoes Gypsy in the same way that Mama Rose is ultimately discarded at the end, a victim of her own obsessive ambition. It is similar to Gypsy in its study of sex and love, of surface versus the unseen, and how, ultimately, unseen passions and frustrations and selfishness present themselves as inconvenient yet far more powerful truths that, in the end, overpower the superficial, “controllable” playing with sex, as seen with Gypsy’s stripteases and Giorgio and Clara’s opening embrace. And like Gypsy, Passion is a story of power reversals, as played out by Sondheim’s contributions in particular. With Gypsy we saw how Mama Rose lost power to daughter Gypsy. In Passion military drums accompany Giorgio with Clara—suggesting he is in charge—whereas Giorgio’s relationship with Fosca becomes increasingly melodic, like her voice, leaving the drums aside as she defeats him. Fosca also becomes increasingly physical, less passive as the story unfolds: though she herself is ugly, she tells Giorgio she finds him pretty. At dinner with the other officers, Fosca grabs Giorgio’s hand beneath the table and will not let go; later she places his hand on her breast, despite his protestations.

The Loneliest Number

Note also how Giorgio is stripped of others during the course of the play. When the play opens he is stationed in Milan. He is transferred along with his men—whom we never see but of whom he often speaks—to a small-town garrison, so his world is sharply reduced. Furthermore, the point is made that unlike the sophisticates of Milan, the people at this new post are provincial and ill bred. Georgio seems to spend his time with his men, or with fellow officers, or the better-read Colonel or Doctor, when not with Fosca. It is interesting that when he becomes ill and withdrawn, the Doctor prescribes leave back in Milan, among the cultured many. But over time he comes to prefer remaining near Fosca rather than travelling away, preferring the company of first the few and then seemingly only her. By story’s end, with Fosca dead and the Colonel a recovering foe, Giorgio is left isolated and alone. He exists in his own mind rather than enjoying the company of living others.

Passion is built as a striptease, but what is stripped? Like Gypsy, it is the women who conquer by play’s end, relying upon sexual manipulation. Louise strips and finds freedom; Mama Rose’s “Rose’s Turn” strip reveals disappointment and rage; the skin-less Fosca strips Giorgio to cover herself, leaving him a defenseless prisoner, as lost as she herself once was.

Stephen Sondheim worked on Passion some thirty years after writing Gypsy. In that time he moved from his late twenties to being in his early sixties. Along that path his shows occasionally explored characters’ inner lives; one could argue that both Follies and Merrily We Roll Along similarly stripped away external layers through the course of the action to reveal unexpected character revelations by the end. Yet Gypsy and Passion stand out because they both contrast the deliberate removal of clothing, the former ostensibly for sex, though actually for business, and the latter ostensibly for lust, though actually for self-destructive obsession. Perhaps the contrast in subject matter and treatment demonstrates Sondheim’s evolution as an artist and man; in many respects Gypsy points backward toward the musical’s vulgar variety show, populist roots, whereas Passion was an effort to push the musical forward still further, beyond his operetta-like Sweeney Todd, into the deeply emotive realm of grand opera, usually the bailiwick of high culture. The emotional stakes correspondingly deepened and darkened for the composer by the time of Passion. Ironically, though, given Gypsy’s great success and Passion’s more limited commercial appeal, it seems audiences have favored the more traditional musical approach of Gypsy rather than more excessively emotional demands of Passion. Perhaps audiences can only bear—or bare?—so much.

I suspect that if you swabbed the inside of most theatrical lyricists’ mouths or sectioned a piece of our brains, you’d find something in our DNA that proves we’re all descended from Stephen Sondheim. It’s a little like having a parent you adore, respect, emulate and fear, and to whom you’re constantly being compared unfavorably. I still recall the day in 1985, when a certain famed lyricist (not Mr. Sondheim) happened to be critiquing my work, an early version of my musical farce Lucky Stiff. “This is unproduceable! Undirectable!” the famous lyricist shouted at my writing partner and me, in front of the assembled crowd. “You’re nothing but f…ing Sondheim clones!” Although I remained seated in a little gilded chair, I wanted to leap up and punch him in the nose — not only because he was so hateful, but also because he had a point. Until that moment, I had no idea how profoundly influenced I was by Sondheim’s work.

Unlike a lot of writers I know, I didn’t grow up singing along to Stephen Sondheim records in my bedroom. Down in Neptune, N.J., I’d never even heard of him. I doubt anyone there had, at that time. I memorized the lyrics of the Beatles, Simon and Garfunkel, Carole King and Burt Bacharach, danced and sang to Motown records and began to write and sing my own pop songs, accompanying myself on my mother’s battered old guitar. The first Broadway show I ever attended—not counting our Neptune High production of The Most Happy Fella — was a revival of Fiddler on the Roof, which I attended on a trip to New York City in my senior year. (Sadly, what impressed me most at that time was not the brilliant structure, nor Bock and Harnick’s marvelous score, but the chubby actress with the great pop voice who turned out to be an unknown named Bette Midler.)

But once I graduated from college, moved to New York and began attending plays and musicals, my interest in the dramatic form took hold. At the suggestion of a friend, I applied for the BMI Musical Theatre workshop, dashing off what I imagined to be theatrical lyrics, and was accepted.

Soon, I was learning the rudiments of craft and hanging out after class at Ralph’s, a nearby restaurant on West 56th Street, elbow to elbow with writers who burned to take the Great White Way by storm. Some people ask, “What would Jesus do?” We asked, “What would Sondheim do?” In those years, his influence enveloped us like a shimmering mist. We obsessed over perfect rhymes, three-syllable rhymes, rhymes that “turned the corner,” internal rhymes; we congratulated one another for wordplay (the more complex the better), and for dark or unusual subject matter. I remember being fascinated by the music and lyrics of fellow workshopper Michael John LaChiusa and stunned into sullen admiration when he used the word “feckless” in a lyric — how Sondheim-y was that?

Thinking about Sondheim’s rigorous craft kept me up nights, chewing on the tiniest word choices: “Yes, I never really knew the guy?” “Oh, I never really knew …?” “And I never really knew …?” I made long lists of phrases that might evoke a particular time or place, the way I’d heard he did. I rolled the sounds of the words on my tongue, trying to make my lines sing as easily as his and sound like natural speech. Just as art students sit on the floor of the Met, copying the masters into their notebooks, or aspiring poets memorize Shakespearean sonnets, I was studying, learning from and, yes, copying Sondheim.

In 1983, I connected with another member of the workshop, the composer, Stephen Flaherty, in whose music I could hear a bit of Sondheim, but also something quite different. As we began to develop shows together, he and I had the opportunity to present our work several times in the Dramatists Guild Musical Theatre Development Program, founded by Sondheim some years before. Seated on those little gilded chairs, in the glamorous old Dramatist Guild quarters high atop Sardi’s, facing an audience of 30 or 40 aspiring writers, my collaborator and I absorbed the comments of the panel, which often included Sondheim. He was always supportive, and his remarks usually had to do with craft:

On Bedazzled (unproduced, presented in 1984), a show about a short order cook who sells his soul to the devil for seven wishes, he suggested that we might want to try connecting one of the seven deadly sins to each one of the seven wishes. This became the organizing principle of the show, and the first time I became acutely aware of structure.

On Antler (unproduced, presented in 1985), a show about an old man in South Dakota who gives his land away to strangers, Sondheim pointed out that not rhyming the end of the opening number might be more interesting than rhyming it. “There’s nothing wrong with not rhyming,” he said. After all my concern about finding the cleverest rhymes, this came as a freeing notion.

But it was Lucky Stiff that became a turning point for me. The show was a wacky little farce, involving a British shoe salesman, a $6 million inheritance, a charity for dogs, a gun-toting murderess and a dead body that has to be taken on vacation. After that first excoriating critique, we had gone back to the drawing board to do a major rewrite, throwing out much of our early material and writing a great deal that was new. Now the show felt like something written less by Sondheim and more like Ahrens and Flaherty. In 1987, we brought it back to the Dramatists Guild, and this time, Sondheim was there.

Most of what he said was positive. He enjoyed the song “It’s Good To Be Alive,” in which the dead body bounces along, traveling by train to Monte Carlo, and he laughed at the notion of “Him, Them, It, Her,” as yet unwritten, in which we planned to have people running around, looking for the missing corpse, as doors slammed. “I get it,” he said. “You’re doing an Ealing Studios comedy!”

He only found fault with one song, a wistful ballad for the lonely and loveless heroine, Annabel Glick, who sits alone in a Monte Carlo nightclub, knitting. The hook contained what sounded to him like a false rhyme: “I … wouldn’t waste my time,” and he suggested I try to fix that. He also suggested that I might want to rethink the moment in terms of tone. Recognizing not only the imperfect rhyme, but also the fact that our musical farce didn’t seem to accommodate “serious” material, we replaced that song with a comic ballad called “Times Like This,” in which the heroine yearns for the company of a dog. It was the first lyric I’d ever written that got a consistent reaction every time — first laughter, and then a sweet sigh of empathy for lonely Miss Annabel Glick. I believe this was the moment when I first began to settle into my own voice and come into control of my craft.

But Sondheim continued to have a quiet effect. Shortly after that presentation, I nearly fell off my chair to hear his voice on the phone, telling me that Lucky Stiff had won a Richard Rodgers Award. The award enabled us to have a reading at Playwrights Horizons, and the following winter, while on vacation in England, I received word that Playwrights had decided to produce the show. Celebrating the news of my first off-Broadway production over dinner in a London restaurant, I looked up and, in a moment of surreal coincidence, saw Sondheim across the crowded room. I spent the rest of my meal trying not to look his way, desperate not to disturb him. But on the way out of the restaurant, he stopped at the door, turned back and gave me a silent thumbs up. My “unproduceable” show was being produced. Thanks to his help, I had stepped out of his shadow and into the first small light of my own.

Time flies when you’re having a good time. Stephen Flaherty and I have been writing together for 26 years. The Dramatists Guild Musical Theatre Program, which Sondheim founded and where we first presented our fledgling work, has evolved into the Dramatist Guild Fellows Program and, taking another lesson from Sondheim —the one that says, “Thou shalt pass it on” — Stephen Flaherty and I are the program’s co-chairs, and have been mentoring a select new group of emerging playwrights and musical theatre writers each year for the past nine years. In fact, at this moment, I’m in the process of listening to submissions for our tenth-year class. In so many of these young writer’s songs, I can detect the familiar echoes of Sondheim’s work.

But I won’t point my finger and hiss “Clone!” I understand by now that Sondheim and his many masterworks are integral to the study of musical theatre and contain inspiring lessons for learning how to write it. He’s the Monet that so many young writers will copy into their sketchbooks in order to grow. Eventually, the imitators will fall away, but some of these new composers and lyricists will allow his craft to seep into their DNA. Then they’ll go on to find out who they are and what they really have to say for themselves. They’re probably over at Ralph’s Restaurant right now, gesticulating and arguing over glasses of cheap red wine: “What would Sondheim do?”

Steve Sondheim has influenced me in many ways on the road to becoming the writer I am. But last summer, he brought me full circle to a moment of transition. Out of the blue, I received a note from him in the mail. He wrote that he’d been listening to a tape of various songs, and had come across a singer performing “Times Like This” from Lucky Stiff. Then, after all these years, he went on to give the song some very high praise. I wonder if he knows that it wouldn’t have existed, but for him.

LYNN AHRENS (words) and STEPHEN FLAHERTY (music) are Tony winners and two-time Academy Award nominees. They have written musicals together for 26 years. Their mutual credits include Ragtime, Once On This Island, Seussical, My Favorite Year, Chita Rivera: The Dancer’s Life, Lucky Stiff, Dessa Rose, A Man of No Importance, The Glorious Ones, and the feature film Anastasia. Ragtime is currently enjoying its first Broadway revival. They serve on the Dramatists Guild Council and co-chair the Dramatists Guild Fellows Program.

I moved to New York City on Wednesday, Sept. 15, 1982, with dreams of becoming a composer for the Broadway musical theatre. When I arrived I purchased a phone, hooked it up, made a call to my one “industry contact” and left a message. Then I set about trying to create business cards for myself featuring my one usable skill: playing the piano. I hand-typed my name and phone number and adjectives like “supportive” and “affordable” on a series of 3×5 index cards, had my 22nd birthday in my new, furniture-less apartment and waited for my call to come in.

It did. The call came the very beginning of the following week.

“Hello, this is Stephen Sondheim. Is this Stephen Flaherty?”

“Yes, it is.”

“How is this Friday at 3 p.m., at my place, to get together? Will that work for you?”

“Hmm,” I responded. “Can you hold on for a minute?”

I put down the phone and picked up my totally blank appointment book, flipping its appointment-less pages slowly, trying to give the illusion that I actually had prospects.

“Yes. That’s perfect, Mr. Sondheim. And thank you.”

“Great. See you then,” he replied.

I had been in the Big City not even a week and already had an appointment with God!

Now, a little back-story: I’d first been exposed to the music and lyrics of Stephen Sondheim during the early ’70s, through my piano teacher in Pittsburgh, Bill Chrystal. Bill was the man who taught me classical literature, how to read a lead sheet, how to “fake jazz” and how to pick up girls with music. I never had the need for that last one, but apparently “Brahms works.” He also taught me harmony, counterpoint, musical analysis and how a man named Stephen Sondheim was changing the face of modern theatre and its music.

“The Ladies Who Lunch,” the first Sondheim song I’d ever played, was a huge hit at our high school’s musical revue that year (1974) and we all thrilled as my friend Anita Flanagan belted out “Everybody rise! Rise! Rise!” As 14-year-olds we couldn’t figure out what any of it was supposed to mean, but it was exciting nonetheless and seemed to really frighten audiences.

I quickly got to know the entire Sondheim oeuvre through the Carnegie Library of Pittsburgh, which housed the complete piano-vocal scores, librettos and original cast recordings for every one of Mr. Sondheim’s musicals. And all you needed was a library card! Such treasures to be had — and all for free!

Though I would never see any of these shows performed onstage until years later, the recordings left me mesmerized. They also left my parents bleary-eyed from my continuous playing of them. “Everybody rise! Rise! Rise!” Listening to these recordings, I dreamed the shows were in my living room and marveled at their musical construction: the intricacies and endless invention in three-quarter time in A Little Night Music, the way the vocal counterpoint built and played upon itself, creating the individual voices of the city of Manhattan in the opening number to Company, the cross-cutting in time and artful use of pastiche in Follies. Follies also celebrated a world long gone while making its music feel fresh and new all over again. (That would be something I myself would experiment with years later in Ragtime.)

Inspired by these borrowed recordings, I turned my hand to theatre composition that same year when Anita Flanagan (see “Ladies Who Lunch,” above) asked me if I would like to write the music for a musical comedy she was writing with her friend, Jim Stelliotes. Titled Pitts!, the show would celebrate our city of Pittsburgh in song and dance, with a plot that mirrored the dual central couples at the heart of Guys and Dolls. To that heady mix they would add such exotic twists as Siamese twins, faith healers and prostitutes of the Sweet Charity kind. Sounded like fun to me! So I said yes.

I set out to write the score of Pitts! with feverish abandon. Each song would be composed in a totally different style of music: a burlesque number for Liberty Avenue Lucy, our Pittsburgh-prostitute-with-a-heart-of-gold, a country-western hoedown, a rock-and-roll number set on the Pittsburgh incline and a rousing gospel finish to the entire show set in downtown’s Point State Park! This score would have everything! I wrote each of the musical numbers in a different color of ink. Liberty Avenue Lucy in red … you get the idea.

None of this pleased my teacher at all. Bill Chrystal would bark, “How can you possibly expect to be taken seriously as a composer if you write your manuscript in colored ink? Do you think Sondheim writes in colors?” He had a point. So it was black from then on. Black and Brahms were what “worked.”

I finished the score and Pitts! was performed on the stage of South Hills Catholic High School by members of the drama department in the spring of 1975. And it was something of a hit. Our drama teacher, Ted White, who had directed Anita’s spellbinding performance of “Ladies Who Lunch,” found the score “marvelous” and “surprisingly varied.” He encouraged me to keep writing, which I did. My folks were happy for me, too, and relieved I had finally had found a hobby, although my father felt there should have been more adult supervision at the high school, no doubt because of Liberty Avenue Lucy and the scarlet red ink. But I was a writer. A real writer. And I knew it was only the beginning.

Flash forward to New York City, Friday, Sept. 24, 1982 at 3 p.m.

“Hello, I’m Stephen Sondheim,” he said as he opened the door of his Turtle Bay townhouse, asking me in. I crossed the threshold and entered his home.

I had often wondered what it would be like to meet God, or at least my musical God, but it had never occurred to me that He would be wearing an incredibly wrinkled plaid shirt and worn, somewhat funky corduroys. I would soon find out that God also had a daily life, one filled with the challenges and disappointments of both the grand and the mundane kind, and that, for some reason, he cared about sharing his knowledge with a total stranger from Pittsburgh.

I spoke to him a bit about Merrily We Roll Along, his show which had opened and closed quickly the previous Broadway season, and told him how much I admired his use of musical leitmotifs, how I was fascinated by the action-backwards structure, where we would hear reprises and themes before the full songs themselves, how “Good Thing Going” was a marvelous linking device which traced the entire personal history of the writers of the show-within-the-show. And yes, I did fess up that I could only listen to Side Two of the LP, the side that focused on the writers’ young lives, before the world and bad choices had fucked them all over royally. For I was a young writer who had just moved to the city and I had to know, I had to believe, that things could actually maybe work out okay.

He listened and nodded. And then I asked him the big question, “So what are you working on now?”

There was a pause and then he said simply, “I’m not going to write anymore.”

This stunned me. I didn’t understand and wasn’t prepared for this. “But you have to.”

“No. Actually I don’t.”

“But — well, how will you spend your days then?” I fumbled.

“Charitable works. Writing arrangements for suites of my music. You know, things a symphony might want to play someday. I figure if I don’t do it myself then someone else will do it. Badly.”

None of this made sense to me. I needed him to write. I wanted to hear more. He couldn’t stop, because if he stopped how could I ever possibly begin?

He confided to me about how he would put so much of himself into each score, time and time again, and how the critics would repeatedly not “get” the work upon a first hearing. They would not see the value and achievement of what he had done, and they would quickly dismiss it. “Years later,” he said, these same critics would say, “You know, that wasn’t as bad as we thought” and, by then, it would be “too late.” And he just couldn’t deal with it. Or live with it. Not anymore. No more Giants.

I visited for maybe 45 minutes and gave him a cassette of my music and lyrics at the very end of our meeting, against his wishes. “I don’t have time to listen.” But in the end he did accept it. And he also gave me the thing I probably needed the most: his blessing. As I shook his hand (Steve’s, not God’s) he said, “Good luck to you, Stephen. And welcome to New York.”

I was a New York writer. And it was only the beginning.

Two months after our first meeting he sent me a personal note that said (I’m paraphrasing): “Ridiculous lyrics. A real gift for melody, however, and good use of musical counterpoint.” In 1985 he recommended me to the International Theatre Institute to join a small group of theatre artists who would represent the U.S. in a theatre exchange program. We toured Poland, Hungary and Bulgaria, sharing ideas and music with the artists we met during our travels. Until then the most exotic place I had visited was Canada.

During the rest of the ’80s, Steve critiqued my early work many times at the Dramatists Guild of America’s musical theatre writing program. I presented early drafts of several early musicals I had written with my new collaborator, Lynn Ahrens, who was able to provide me with lyrics that were not “ridiculous.” We presented Lucky Stiff (“a real Ealing comedy,” Steve said), along with drafts of two earlier, unproduced musicals, Bedazzled, which he loved, and Antler, which he saw as a concept in search of a story.

His criticism, even when it wasn’t exactly what I was hoping to hear, always inspired me to keep writing, to keep trying new things, to become a better writer. Which I did.

I last saw Steve at the Dramatists Guild’s retreat in September 2008. He strode into the large meeting room of the Players Club and sat down at the large table in the chair directly to my left. In a room filled with theatrical legends, many of them alive and well and seated at the table, I knew I had somehow gotten the Premium Seating.

I asked how Road Show was going, his latest show that was about to go into rehearsals at the Public Theatre.

“Oh, OK. Well … you know how it is, Stephen.”

And I smiled at him and said, “Yes, I do know.”

* * *

As I write this it is the day before the first preview for the Broadway revival of Ragtime. Tonight is our Gypsy Run and things are electric at the Neil Simon Theatre with lots of last-minute tweaks still to do before our first audience arrives. I feel blessed and privileged to be part of the history of this amazing theatre. This is the theatre where Porgy and Bess, Girl Crazy and Sondheim’s Company and Merrily We Roll Along each had their first nights. There is something eerie to me to be opening my show at the very theatre that gave birth to Merrily, the show that almost stopped Sondheim from writing.

Of course, Steve did continue to write. After that first meeting of ours, he would find a way to channel his personal frustrations and talk about the difficulty of trying to create beauty in the modern world. He would compose the amazing Sunday in the Park with George. He would give us more to see and more to hear.

So, keeping that in mind as our first audience files into the Neil Simon Theatre tonight for our “gypsy run” — Dramatists Guild Fellows, Broadway gypsies, bloggers, fans and civilians alike, all scurrying for their seats — I will pledge to try and do the same as Steve always has: I will try and give back while moving on.

There’s still more to write. More to hear.

Thank you, Steve.

Author’s Note: Mr. Flaherty, who first corresponded with Mr. Sondheim as a college student, would rather not divulge how he first got Mr. Sondheim’s address, which led to the phone number and their eventual meeting. “Steve is probably writing a new show right now, so let’s all give him a little peace!”

LYNN AHRENS (words) and STEPHEN FLAHERTY (music) are Tony winners and two-time Academy Award nominees. They have written musicals together for 26 years. Their mutual credits include Ragtime, Once On This Island, Seussical, My Favorite Year, Chita Rivera: The Dancer’s Life, Lucky Stiff, Dessa Rose, A Man of No Importance, The Glorious Ones, and the feature film Anastasia. They serve on the Dramatists Guild Council and co-chair the Dramatists Guild Fellows Program.

Stephen Sondheim’s love of puzzles is widely known and deeply rooted. Biographer Meryle Secrest writes of Sondheim’s realization that this affinity dates from childhood, with the failure of his parents’ marriage, when “nothing made sense any more”. As he later noted in a 2005 interview: “Art, in itself, is an attempt to bring order out of chaos, and certainly puzzles [are too]…The nice thing about doing a crossword puzzle is you know there is a solution. I also like murder mysteries for the same reason…where you know that it’s all going to be neatly wound up at the end and everything’s going to make logical sense…It’s a defense against chaos.”

But if there is solace in taming the chaos, there are apparent pleasures in creating it too. Sondheim’s scriptwriting collaborations on The Last of Sheila and Getting Away with Murder are diabolical, intricately plotted murder mysteries. The shocking revelation of the Beggar Woman’s identity at the end of Sweeney Todd wouldn’t be nearly as satisfying if Sondheim and Hugh Wheeler hadn’t left sufficient clues so that you might have figured it out for yourself.

Among Sondheim’s least-known compositions are the 42 cryptic crossword puzzles he devised for New York magazine, starting with the magazine’s first issue in 1968. These are crosswords of the “British” variety, fiendishly difficult and time consuming. As Sondheim describes them in the introduction to his 1980 published collection: “This kind of puzzle offers cryptic clues instead of bald definitions, and the pleasures involved in solving it are the deeply satisfactory ones of following and matching a devious mind (that of the puzzle’s author) rather than the transitory ones of an encyclopedic memory.”

Everything Sondheim is delighted to present puzzles in “the Sondheim tradition”, starting with this one by Mark Halpin. A scenic designer and professor, Halpin has created over 25 Sondheim-themed puzzles, first appearing in The Sondheim Review. His work has been hailed as “wonderfully ingenious” by none other than Sondheim himself! So sharpen your Blackwing pencil, and good luck. Even if you aren’t able to “Finish the Hat”, hopefully you will arrive at more than a “Seven-Per-Cent Solution”.

More content coming soon for Everything Sondheim, but for now – need a last minute Valentine’s Day card? Let Sondheim woo your love with these e-cards below and then let us know your favorite Sondheim love lyrics in the comments.